Resolution Number SACRA 18-06-11-02SACRA RESOLUTION NO. 18-06-11-02
RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR
AGENCY TO THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY APPROVING AMENDMENTS TO
CERTAIN BOND INDENTURES AND AUTHORIZING CERTAIN OTHER
ACTIONS IN CONNECTION THEREWITH
WHEREAS, the San Juan Capistrano Community Redevelopment Agency (the
"Former Agency") was a public body, corporate and politic, duly created, established and
authorized to transact business and exercise its powers under and pursuant to the
provisions of the Community Redevelopment Law (Part 1 of Division 24 of the Health and
Safety Code of the State of California), and the powers of the Former Agency included
the power to issue bonds for any of its corporate purposes; and
WHEREAS, the Former Agency issued its $9,780,000 San Juan Capistrano
Community Redevelopment Agency San Juan Capistrano Central Redevelopment
Project 2008 Tax Allocation Series A Bonds (the "Series A Bonds"), pursuant to an
Indenture of Trust dated June 1, 2008 by and between the Former Agency and U.S. Bank
National Association as Trustee (the "Series A Indenture"); and
WHEREAS, the Former Agency issued its $10,540,000 San Juan Capistrano
Community Redevelopment Agency San Juan Capistrano Central Redevelopment
Project 2008 Tax Allocation Subordinate Taxable Series B Bonds (Housing) (the "Series
B Bonds", and together with the Series A Bonds, the "Bonds"), pursuant to an Indenture
of Trust dated June 1, 2008 by and between the Former Agency and U.S. Bank National
Association as Trustee (the "Series B Indenture", and together with the Series A Indenture
the "Indentures"); and
WHEREAS, on June 28, 2011, the California Legislature adopted ABx1 26 (as
amended from time to time, the "Dissolution Act") and ABx1 27 (the "Opt -in Bill"); and
WHEREAS, the California Supreme Court subsequently upheld the provisions of
the Dissolution Act and invalidated the Opt -in Bill resulting in the dissolution of the Former
Agency as of February 1, 2012; and
WHEREAS, on February 1, 2012, the Former Agency was dissolved and its
redevelopment powers, assets and obligations were transferred to the Successor Agency
to the San Juan Capistrano Community Redevelopment Agency (the "Successor
Agency"); and
WHEREAS, the Dissolution Act requires the Orange County Auditor -Controller to
determine the amount of property taxes that would have been allocated to the Former
Agency had the Former Agency not been dissolved pursuant to the operation of ABx1 26,
and to deposit such amounts in the Redevelopment Property Tax Trust Fund (the
"RPTTF") for the Agency established and held by the Orange County Auditor -Controller;
and
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WHEREAS, the Dissolution Act requires the Agency to submit by February 1 each
fiscal year to the oversight board for the Successor Agency (the "Oversight Board") and
the California Department of Finance ("DOF"), a Recognized Obligation Payment
Schedule describing the Agency's enforceable obligations (as defined in the Dissolution
Act) for the next fiscal year, which enforceable obligations include debt service on the
Bonds; and
WHEREAS, the Dissolution Act requires DOF to make a determination as to the
enforceable obligations described on a Recognized Obligation Payment Schedule,
including the amounts and funding sources available to pay the approved enforceable
obligations; and
WHEREAS, pursuant to the Dissolution Act, taxes levied on the property within the
Project Area on that portion of the taxable valuation over and above the taxable valuation
of the applicable base year property tax roll with respect to the various territories within
the Project Area are deposited into the RPTTF for transfer by the Orange County Auditor -
Controller to the Agency's Redevelopment Obligation Retirement Fund on January 2 and
June 1 of each year to the extent required for payments listed on the Agency's approved
Recognized Obligation Payment Schedule; and
WHEREAS, pursuant to Section 7.1 of the Indentures, the Agency desires to
amend certain provisions of the Indentures to better correlate with the requirements of
the Dissolution Act described above and to enable the Agency to collect and deposit
Pledged Tax Revenues in compliance with the requirements of the Indentures; and
WHEREAS, the Successor Agency wishes at this time to approve the forms of
Amendment No. 1 to the Series A Indenture and Amendment No. 1 to the Series B
Indenture (collectively, the "Amendments"), and to make certain findings relating thereto.
BE IT HEREBY RESOLVED by the Governing Board of the Successor Agency to
the San Juan Capistrano Community Redevelopment Agency, as follows:
Section 1. Each of the foregoing recitals is true and correct.
Section 2. The form of Amendment No. 1 to the Series A Indenture presented
to the Successor Agency Board is hereby approved. Each of the Chair of the Successor
Agency, the Executive Director of the Successor Agency, the Chief Financial Officer of
the Successor Agency, the Secretary of the Successor Agency, and any other proper
officer of the Successor Agency (each, an "Authorized Officer"), acting alone, is hereby
authorized to sign, and the Secretary is hereby authorized to attest to Amendment No. 1
to the Series A Indenture in the form approved, with such additions thereto and changes
therein as are recommended or approved by Stradling Yocca Carlson & Rauth, a
Professional Corporation, as Bond Counsel for the Successor Agency, and the
Authorized Officers executing the same, with such approval to be conclusively evidenced
by the execution and delivery of Amendment No. 1 to the Series A Indenture.
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Section 3. The form of Amendment No. 1 to the Series B Indenture presented
to the Successor Agency Board is hereby approved. Each of the Authorized Officers,
acting alone, is hereby authorized to sign, and the Secretary is hereby authorized to attest
to Amendment No. 1 to the Series B Indenture in the form approved, with such additions
thereto and changes therein as are recommended or approved by Stradling Yocca
Carlson & Rauth, a Professional Corporation, as Bond Counsel for the Successor
Agency, and the Authorized Officers executing the same, with such approval to be
conclusively evidenced by the execution and delivery of Amendment No. 1 to the Series
B Indenture.
Section 4. Pursuant to the provisions of California Health and Safety Code
Section 34181(e), the Successor Agency hereby finds and determines, based on all
evidence and documentation in the record, that approval and execution of the
Amendments will result in reduced liabilities of the Successor Agency to Owners of the
Bonds because the Amendments will allow the Successor Agency to comply with the
requirements of the Indentures and the Dissolution Act with respect to the submission of
Recognized Obligation Payment Schedules, the collection of Pledged Tax Revenues and
the timely payment of the Successor Agency's enforceable obligations, including the
Bonds, as described above. The Successor Agency further finds and determines, based
on all evidence and documentation in the record, that approval and execution of the
Amendments will be in the best interests of the taxing entities and increase net revenues
to the taxing entities by enabling the Successor Agency to request moneys from the
RPTTF in each Recognized Obligation Payment Fund in a manner consistent with, and
as required by, the Indentures without regard to whether such moneys are distributed to
the Successor Agency on January 2, June 1, or later dates as a result of such dates falling
on a weekend or other matters that could affect the actual dates of such RPTTF
distributions by the Orange County Auditor -Controller, and to maintain consistent
compliance with the Indentures at all times.
Section 5. The Successor Agency hereby finds and determines, based on all
evidence and documentation in the record, that the proposed Amendments add to the
covenants and agreements of the Agency under the Indentures and the proposed
Amendments do not materially adversely affect the interests of the Owners or the Bond
Insurer of the Bonds.
Section 6. Pursuant to Section 6.4 of the Indentures, the Trustee, with respect
to both the Series A Bonds and the Series B Bonds, is entitled to rely on this Resolution.
Section 7. All actions heretofore taken by officers and agents of the Successor
Agency with respect to the Amendments are hereby approved, confirmed and ratified,
and the Authorized Officers and the other officers of the Successor Agency responsible
for the fiscal affairs of the Successor Agency are hereby authorized and directed to take
any actions and execute and deliver any and all documents, including but not limited to
any disclosure document or other notice necessary to notify the Owners or Bond Insurer
of the Bonds of approval of the Amendments in accordance with the provisions of this
Resolution. Any document authorized herein to be signed by the Secretary of the
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Governing Board of the Successor Agency may be signed by a duly appointed deputy
secretary.
Section 8. This Resolution shall take effect immediately upon its adoption.
IN WITNESS WHEREOF, this Resolution is adopted and approved the 11th day of
June 2018.
N
ATTEST:
DER REEVE
Chair of the Successor Agency to the
San Juan Capistrano Community
Redevelopment Agency
MARIA JVIORR!iS
Secretary of the Successor A"encto
the San Juan Capistrano Community
Redevelopment Agency
STATE OF CALIFORNIA }
COUNTY OF ORANGE } ss.
CITY OF SAN JUAN CAPISTRANO }
I, Maria Morris, Secretary of the Successor Agency to the San Juan Capistrano
Community Redevelopment Agency, hereby certify that the foregoing SACRA Resolution
No. 18-06-11-02 was duly adopted by the Successor Agency at its adjourned regular
meeting held on the 11th day of June, 2018, and that it was so adopted by the following
vote: I
AYES: B. ARD MEMBERS: Farias, Maryott, Patterson, Ferguson and Chair Reeve
NOES:ARD MEMBERS: None
ABSENg
ARD MEMBERS: None
ABSTAI :'ARD MEMB�RS: None
MART IS, AGENCY SECR TARY
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